HomeMy Public PortalAboutC-20-003 - American Transportation Systems, Inc., Charter Bus Servicesq
V
CONTRACT SERVICES AGREEMENT
By and Between
CITY OF CARSON
and
AMERICAN TRANSPORTATION SYSTEMS
AGREEMENT FOR CONTRACT SERVICES
BETWEEN THE CITY OF CARSON AND
AMERICAN TRANSPORTATION SYSTEMS, INC.
THIS AGREEMENT FOR CONTRACT SERVICES (herein "Agreement") is made and
entered into this 1st day of January, 2020 by and between the CITY OF CARSON, a California
municipal corporation ("City") and AMERICAN TRANSPORTATION SYSTEMS, a California
corporation ("Contractor"). City and Contractor are sometimes hereinafter individually referred to as
"Party" and hereinafter collectively referred to as the "Parties."
RECITALS
A. City has sought, by issuance of a Request for Proposals or Invitation for Bids, the
performance of the services defined and described particularly in Article 1 of this Agreement.
B. Contractor, following submission of a proposal or bid for the performance of the
services defined and described particularly in Article 1 of this Agreement, was selected by the City
to perform those services.
C. Pursuant to the City of Carson's Municipal Code, City has authority to enter into and
execute this Agreement.
D. The Parties desire to formalize the selection of Contractor for performance of those
services defined and described particularly in Article I of this Agreement and desire that the terns of
that performance be as particularly defined and described herein.
OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants made by the
Parties and contained herein and other consideration, the value and adequacy of which are hereby
acknowledged, the parties agree as follows:
ARTICLE 1. SERVICES OF CONTRACTOR
1.1 Scope of Services.
In compliance with all terms and conditions of this Agreement, the Contractor shall provide
those services specified in the "Scope of Services" attached hereto as Exhibit "A" and incorporated
herein by this reference, which may be referred to herein as the "services" or "work" hereunder. As a
material inducement to the City entering into this Agreement, Contractor represents and warrants
that it has the qualifications, experience, and facilities necessary to properly perform the services
required under this Agreement in a thorough, competent, and professional manner, and is
experienced in performing the work and services contemplated herein. Contractor shall at all times
faithfully, competently and to the best of its ability, experience and talent, perform all services
described herein. Contractor covenants that it shall follow the highest professional standards in
performing the work and services required hereunder and that all materials will be both of good
quality as well as fit for the purpose intended. For purposes of this Agreement, the phrase "highest
01007.000116094935 11,
professional standards" shall mean those standards of practice recognized by one or more first-class
firms performing similar work under similar circumstances.
1.2 Contractor's Proposal.
The Scope of Service shall include the Contractor's scope of work or bid which shall be
incorporated herein by this reference as though fully set forth herein. In the event of any
inconsistency between the terms of such proposal and this Agreement, the terms of this Agreement
shall govern.
1.3 Compliance with Law.
Contractor shall keep itself informed concerning, and shall render all services hereunder in
accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any
Federal, State or local governmental entity having jurisdiction in effect at the time service is
rendered.
1.4 Licenses, Permits, Fees and Assessments.
Contractor shall obtain at its sole cost and expense such licenses, permits and approvals as
may be required by law for the performance of the services required by this Agreement. Contractor
shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties
and interest, which may be imposed by law and arise from or are necessary for the Contractor's
performance of the services required by this Agreement, and shall indemnify, defend and hold
harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes,
penalties or interest levied, assessed or imposed against City hereunder.
1.5 Familiarily with Work.
By executing this Agreement, Contractor warrants that Contractor (i) has thoroughly
investigated and considered the scope of services to be performed, (ii) has carefully considered how
the services should be performed, and (iii) fully understands the facilities, difficulties and restrictions
attending performance of the services under this Agreement. If the services involve work upon any
site, Contractor warrants that Contractor has or will investigate the site and is or will be fully
acquainted with the conditions there existing, prior to commencement of services hereunder. Should
the Contractor discover any latent or unknown conditions, which will materially affect the
performance of the services hereunder, Contractor shall immediately inform the City of such fact and
shall not proceed except at Contractor's risk until written instructions are received from the Contract
Officer.
1.6 Care of Work.
The Contractor shall adopt reasonable methods during the life of the Agreement to furnish
continuous protection to the work, and the equipment, materials, papers, documents, plans, studies
and/or other components thereof to prevent losses or damages, and shall be responsible for all such
damages, to persons or property, until acceptance of the work by City, except such losses or damages
as may be caused by City's own negligence.
01007.00011609493.5 -2-
1.7 Further Responsibilities of Parties.
Both parties agree to use reasonable care and diligence to perform their respective obligations
under this Agreement. Both parties agree to act in good faith to execute all instruments, prepare all
documents and take all actions as may be reasonably necessary to carry out the purposes of this
Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other.
1.8 Additional Services.
City shall have the right at any time during the performance of the services, without
invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or
make changes by altering, adding to or deducting from said work. No such extra work may be
undertaken unless a written order is first given by the Contract Officer to the Contractor,
incorporating therein any adjustment in (i) the Contract Sum for the actual costs of the extra work,
and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written
approval of the Contractor. Any increase in compensation of up to ten percent (10%) of the Contract
Sum or $25,000, whichever is less; or, in the time to perform of up to one hundred eighty (180) days,
may be approved by the Contract Officer. Any greater increases, taken either separately or
cumulatively, must be approved by the City Council. It is expressly understood by Contractor that
the provisions of this Section shall not apply to services specifically set forth in the Scope of
Services. Contractor hereby acknowledges that it accepts the risk that the services to be provided
pursuant to the Scope of Services may be more costly or time consuming than Contractor anticipates
and that Contractor shall not be entitled to additional compensation therefor. City may in its sole and
absolute discretion have similar work done by other contractors. No claims for an increase in the
Contract Sum or time for performance shall be valid unless the procedures established in this Section
are followed.
1.9 Special Requirements.
Additional terms and conditions of this Agreement, if any, which are made a part hereof are
set forth in the "Special Requirements" attached hereto as Exhibit "B" and incorporated herein by
this reference. In the event of a conflict between the provisions of Exhibit "B" and any other
provisions of this Agreement, the provisions of Exhibit "B" shall govern.
ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.
2.1 Contract Sum.
Subject to any limitations set forth in this Agreement, City agrees to pay Contractor the
amounts specified in the "Schedule of Compensation" attached hereto as Exhibit "C" and
incorporated herein by this reference. The total compensation, including reimbursement for actual
expenses, shall not exceed Five Hundred Twenty -Five Thousand Dollars ($525,000) (the "Contract
Sum"), unless additional compensation is approved pursuant to Section 1.8.
2.2 Method of Compensation.
The method of compensation may include: (i) a lump sum payment upon completion; (ii)
payment in accordance with specified tasks or the percentage of completion of the services, less
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contract retention; (iii) payment for time and materials based upon the Contractor's rates as specified
in the Schedule of Compensation, provided that (a) time estimates are provided for the performance
of sub tasks, (b) contract retention is maintained, and (c) the Contract Sum is not exceeded; or (iv)
such other methods as may be specified in the Schedule of Compensation.
2.3 Reimbursable Expenses.
Compensation may include reimbursement for actual and necessary expenditures for
reproduction costs, telephone expenses, and travel expenses approved by the Contract Officer in
advance, or actual subcontractor expenses of an approved subcontractor pursuant to Section 4.5, and
only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of
Contractor at all project meetings reasonably deemed necessary by the City. Coordination of the
performance of the work with City is a critical component of the services. If Contractor is required to
attend additional meetings to facilitate such coordination, Contractor shall not be entitled to any
additional compensation for attending said meetings.
2.4 Invoices.
Each month Contractor shall furnish to City an original invoice for all work performed and
expenses incurred during the preceding month in a form approved by City's Director of Finance. By
submitting an invoice for payment under this Agreement, Contractor is certifying compliance with
all provisions of the Agreement. The invoice shall detail charges for all necessary and actual
expenses by the following categories: labor (by sub -category), travel, materials, equipment, supplies,
and subcontractor contracts. Subcontractor charges shall also be detailed by such categories.
Contractor shall not invoice City for any duplicate services performed by more than one person.
City shall independently review each invoice submitted by the Contractor to determine
whether the work performed and expenses incurred are in compliance with the provisions of this
Agreement. Except as to any charges for work performed or expenses incurred by Contractor which
are disputed by City, or as provided in Section 7.3, City will use its best efforts to cause Contractor
to be paid within forty-five (45) days of receipt of Contractor's correct and undisputed invoice;
however, Contractor acknowledges and agrees that due to City warrant run procedures, the City
cannot guarantee that payment will occur within this time period. In the event any charges or
expenses are disputed by City, the original invoice shall be returned by City to Contractor for
correction and resubmission. Review and payment by City for any invoice provided by the
Contractor shall not constitute a waiver of any rights or remedies provided herein or any applicable
law.
2.5 Waiver.
Payment to Contractor for work performed pursuant to this Agreement shall not be deemed
to waive any defects in work performed by Contractor.
ARTICLE 3. PERFORMANCE SCHEDULE
3.1 Time of Essence.
Time is of the essence in the performance of this Agreement.
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3.2 Schedule of Performance.
Contractor shall commence the services pursuant to this Agreement upon receipt of a written
notice to proceed and shall perform all services within the time period(s) established in the
"Schedule of Performance" attached hereto as Exhibit "D" and incorporated herein by this reference.
When requested by the Contractor, extensions to the time period(s) specified in the Schedule of
Performance may be approved in writing by the Contract Officer but not exceeding one hundred
eighty (180) days cumulatively.
3.3 Force Majeure.
The time period(s) specified in the Schedule of Performance for performance of the services
rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable
causes beyond the control and without the fault or negligence of the Contractor, including, but not
restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes,
floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or
acts of any governmental agency, including the City, if the Contractor shall within ten (10) days of
the commencement of such delay notify the Contract Officer in writing of the causes of the delay.
The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for
performing the services for the period of the enforced delay when and if in the judgment of the
Contract Officer such delay is justified. The Contract Officer's determination shall be final and
conclusive upon the parties to this Agreement. In no event shall Contractor be entitled to recover
damages against the City for any delay in the performance of this Agreement, however caused,
Contractor's sole remedy being extension of the Agreement pursuant to this Section.
3.4 Term.
Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement
shall continue in full force and effect until completion of the services but not exceeding one (1) years
from the date hereof, except as otherwise provided in the Schedule of Performance (Exhibit "D").
ARTICLE 4. COORDINATION OF WORK
4.1 Representatives and Personnel of Contractor.
The following principals of Contractor ("Principals") are hereby designated as being the
principals and representatives of Contractor authorized to act in its behalf with respect to the work
specified herein and make all decisions in connection therewith:
Daniel Wilson
Chief Executive Officer
(Name)
(Title)
Belinda Borja
Operations Manager
(Name)
(Title)
Jeny Donaldson
Sales Director
(Name)
(Title)
It is expressly understood that the experience, knowledge, capability and reputation of the
foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore,
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the foregoing principals shall be responsible during the term of this Agreement for directing all
activities of Contractor and devoting sufficient time to personally supervise the services hereunder.
All personnel of Contractor, and any authorized agents, shall at all times be under the exclusive
direction and control of the Principals. For purposes of this Agreement, the foregoing Principals may
not be replaced nor may their responsibilities be substantially reduced by Contractor without the
express written approval of City. Additionally, Contractor shall utilize only competent personnel to
perform services pursuant to this Agreement. Contractor shall make every reasonable effort to
maintain the stability and continuity of Contractor's staff and subcontractors, if any, assigned to
perform the services required under this Agreement. Contractor shall notify City of any changes in
Contractor's staff and subcontractors, if any, assigned to perform the services required under this
Agreement, prior to and during any such performance.
4.2 Status of Contractor.
Contractor shall have no authority to bind City in any manner, or to incur any obligation,
debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless
such authority is expressly conferred under this Agreement or is otherwise expressly conferred in
writing by City. Contractor shall not at any time or in any manner represent that Contractor or any of
Contractor's officers, employees, or agents are in any manner officials, officers, employees or agents
of City. Neither Contractor, nor any of Contractor's officers, employees or agents, shall obtain any
rights to retirement, health care or any other benefits which may otherwise accrue to City's
employees. Contractor expressly waives any claim Contractor may have to any such rights.
4.3 Contract Officer.
The Contract Officer shall be Jason Jo, Transportation Supervisor, or such person as may be
designated by the City Manager. It shall be the Contractor's responsibility to assure that the Contract
Officer is kept informed of the progress of the performance of the services and the Contractor shall
refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified
herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The
Contract Officer shall have authority, if specified in writing by the City Manager, to sign all
documents on behalf of the City required hereunder to carry out the terms of this Agreement.
4.4 Independent Contractor.
Neither the City nor any of its employees shall have any control over the manner, mode or
means by which Contractor, its agents or employees, perform the services required herein, except as
otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control
of Contractor's employees, servants, representatives or agents, or in fixing their number,
compensation or hours of service. Contractor shall perform all services required herein as an
independent contractor of City and shall remain at all times as to City a wholly independent
contractor with only such obligations as are consistent with that role. Contractor shall not at any time
or in any manner represent that it or any of its agents or employees are agents or employees of City.
City shall not in any way or for any purpose become or be deemed to be a partner of Contractor in its
business or otherwise or a joint venturer or a member of any joint enterprise with Contractor.
01007.01)01/609493.5 -b-
4.5 Prohibition Against Subcontractingor r Assi nment.
The experience, knowledge, capability and reputation of Contractor, its principals and
employees were a substantial inducement for the City to enter into this Agreement. Therefore,
Contractor shall not contract with any other entity to perform in whole or in part the services
required hereunder without the express written approval of the City. In addition, neither this
Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or
encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise,
without the prior written approval of City. Transfers restricted hereunder shall include the transfer to
any person or group of persons acting in concert of more than twenty five percent (25%) of the
present ownership and/or control of Contractor, taking all transfers into account on a cumulative
basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this
Agreement shall be void. No approved transfer shall release the Contractor or any surety of
Contractor of any liability hereunder without the express consent of City.
ARTICLE 5. INSURANCE AND INDEMNIFICATION
5.1 Insurance Coverages.
The Contractor shall procure and maintain, at its sole cost and expense, in a form and content
satisfactory to City, during the entire term of this Agreement including any extension thereof, the
following policies of insurance which shall cover all elected and appointed officers, employees and
agents of City:
(a) General Liability Insurance (Occurrence Form CG0001 or eouivalent). A
policy of comprehensive general liability insurance written on a per occurrence basis for bodily
injury, personal injury and property damage. The policy of insurance shall be in an amount not less
than $1,000,000.00 per occurrence or if a general aggregate limit is used, then the general aggregate
limit shall be twice the occurrence limit.
(b) Worker's Compensation Insurance. A policy of worker's compensation
insurance in such amount as will fully comply with the laws of the State of California and which
shall indemnify, insure and provide legal defense for the Contractor against any loss, claim or
damage arising from any injuries or occupational diseases occurring to any worker employed by or
any persons retained by the Contractor in the course of carrying out the work or services
contemplated in this Agreement.
(c) Automotive Insurance Form CA 0001 Ed 11$7 including "any auto" and
endorsement CA 0025 or equivalent). A policy of comprehensive automobile liability insurance
written on a per occurrence for bodily injury and property damage in an amount not less than
$1,000,000. Said policy shall include coverage for owned, non -owned, leased, hired cars and any
automobile.
(d) Professional Liability. Professional liability insurance appropriate to the
Contractor's profession. This coverage may be written on a "claims made" basis, and must include
coverage for contractual liability. The professional liability insurance required by this Agreement
must be endorsed to be applicable to claims based upon, arising out of or related to services
performed under this Agreement. The insurance must be maintained for at least 5 consecutive years
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following the completion of Contractor's services or the termination of this Agreement. During this
additional 5 -year period, Contractor shall annually and upon request of the City submit written
evidence of this continuous coverage.
(e) Subcontractors. Contractor shall include all subcontractors as insureds under
its policies or shall furnish separate certificates and certified endorsements for each subcontractor.
All coverages for subcontractors shall include all of the requirements stated herein.
(f) Additional Insurance. Policies of such other insurance, as may be required in
the Special Requirements in Exhibit "B".
5.2 General Insurance Requirements.
All of the above policies of insurance shall be primary insurance and shall name the City, its
elected and appointed officers, employees and agents as additional insureds and any insurance
maintained by City or its officers, employees or agents may apply in excess of, and not contribute
with Contractor's insurance. The insurer is deemed hereof to waive all rights of subrogation and
contribution it may have against the City, its officers, employees and agents and their respective
insurers. Moreover, the insurance policy must specify that where the primary insured does not satisfy
the self-insured retention, any additional insured may satisfy the self-insured retention.
All of said policies of insurance shall provide that said insurance may not be amended or
cancelled by the insurer or any party hereto without providing thirty (30) days prior written notice by
certified mail return receipt requested to the City. In the event any of said policies of insurance are
cancelled, the Contractor shall, prior to the cancellation date, submit new evidence of insurance in
conformance with Section 5.1 to the Contract Officer.
No work or services under this Agreement shall commence until the Contractor has provided
the City with Certificates of Insurance, additional insured endorsement forms or appropriate
insurance binders evidencing the above insurance coverages and said Certificates of Insurance or
binders are approved by the City. City reserves the right to inspect complete, certified copies of and
endorsements to all required insurance policies at any time. Any failure to comply with the reporting
or other provisions of the policies including breaches or warranties shall not affect coverage
provided to City.
All certificates shall name the City as additional insured (providing the appropriate
endorsement) and shall conform to the following "cancellation" notice:
CANCELLATION:
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE
CANCELLED BEFORE THE EXPIRATION DATED THEREOF,
THE ISSUING COMPANY SHALL MAIL THIRTY (30) -DAY
ADVANCE WRITTEN NOTICE TO CERTIFICATE HOLDER
NAMED HEREIN.
Con for Initials
[to be initialed]
01007.00011609493.5 -8-
City, its respective elected and appointed officers, directors, officials, employees, agents and
volunteers are to be covered as additional insureds as respects: liability arising out of activities
Contractor performs; products and completed operations of Contractor; premises owned, occupied or
used by Contractor; or any automobiles owned, leased, hired or borrowed by Contractor. The
coverage shall contain no special limitations on the scope of protection afforded to City, and their
respective elected and appointed officers, officials, employees or volunteers. Contractor's insurance
shall apply separately to each insured against whom claim is made or suit is brought, except with
respect to the limits of the insurer's liability.
Any deductibles or self-insured retentions must be declared to and approved by City. At the
option of City, either the insurer shall reduce or eliminate such deductibles or self-insured retentions
as respects City or its respective elected or appointed officers, officials, employees and volunteers or
the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim
administration, defense expenses and claims. The Contractor agrees that the requirement to provide
insurance shall not be construed as limiting in any way the extent to which the Contractor may be
held responsible for the payment of damages to any persons or property resulting from the
Contractor's activities or the activities of any person or persons for which the Contractor is otherwise
responsible nor shall it limit the Contractor's indemnification liabilities as provided in Section 5.3.
In the event the Contractor subcontracts any portion of the work in compliance with Section
4.5 of this Agreement, the contract between the Contractor and such subcontractor shall require the
subcontractor to maintain the same policies of insurance that the Contractor is required to maintain
pursuant to Section 5. 1, and such certificates and endorsements shall be provided to City.
5.3 Indemnification.
To the full extent permitted by law, Contractor agrees to indemnify, defend and hold
harmless the City, its officers, employees and agents ("Indemnified Parties") against, and will hold
and save them and each of them harmless from, any and all actions, either judicial, administrative,
arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations,
errors, omissions or liabilities whether actual or threatened (herein "claims or liabilities") that may
be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent
performance of the work, operations or activities provided herein of Contractor, its officers,
employees, agents, subcontractors, or invitees, or any individual or entity for which Contractor is
legally liable ("indemnitors"), or arising from Contractor's or indemnitors' reckless or willful
misconduct, or arising from Contractor's or indemnitors' negligent performance of or failure to
perform any term, provision, covenant or condition of this Agreement, and in connection therewith:
(a) Contractor will defend any action or actions filed in connection with any of
said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys' fees
incurred in connection therewith;
(b) Contractor will promptly pay any judgment rendered against the City, its
officers, agents or employees for any such claims or liabilities arising out of or in connection with
the negligent performance of or failure to perform such work, operations or activities of Contractor
hereunder; and Contractor agrees to save and hold the City, its officers, agents, and employees
harmless therefrom;
01007.0001/6094935 --
(c) In the event the City, its officers, agents or employees is made a party to any
action or proceeding filed or prosecuted against Contractor for such damages or other claims arising
out of or in connection with the negligent performance of or failure to perform the work, operation
or activities of Contractor hereunder, Contractor agrees to pay to the City, its officers, agents or
employees, any and all costs and expenses incurred by the City, its officers, agents or employees in
such action or proceeding, including but not limited to, legal costs and attorneys' fees.
Contractor shall incorporate similar indemnity agreements with its subcontractors and if it
fails to do so Contractor shall be fully responsible to indemnify City hereunder therefore, and failure
of City to monitor compliance with these provisions shall not be a waiver hereof. This
indemnification includes claims or liabilities arising from any negligent or wrongful act, error or
omission, or reckless or willful misconduct of Contractor in the performance of professional services
hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of
City's sole negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall
apply to claims and liabilities resulting in part from City's negligence, except that design
professionals' indemnity hereunder shall be limited to claims and liabilities arising out of the
negligence, recklessness or willful misconduct of the design professional. The indemnity obligation
shall be binding on successors and assigns of Contractor and shall survive termination of this
Agreement.
5.4 Sufficiency of Insurer.
Insurance required by this Agreement shall be satisfactory only if issued by companies
qualified to do business in California, rated "A" or better in the most recent edition of Best Rating
Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category
Class VII or better, unless such requirements are waived by the Risk Manager of the City ("Risk
Manager") due to unique circumstances. If this Agreement continues for more than 3 years duration,
or in the event the risk manager determines that the work or services to be performed under this
Agreement creates an increased or decreased risk of loss to the City, the Contractor agrees that the
minimum limits of the insurance policies may be changed accordingly upon receipt of written notice
from the Risk Manager.
ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION
6.1 Records.
Contractor shall keep, and require subcontractors to keep, such ledgers, books of accounts,
invoices, vouchers, canceled checks, reports, studies or other documents relating to the
disbursements charged to City and services performed hereunder (the "books and records"), as shall
be necessary to perform the services required by this Agreement and enable the Contract Officer to
evaluate the performance of such services. Any and all such documents shall be maintained in
accordance with generally accepted accounting principles and shall be complete and detailed. The
Contract Officer shall have full and free access to such books and records at all times during normal
business hours of City, including the right to inspect, copy, audit and make records and transcripts
from such records. Such records shall be maintained for a period of three (3) years following
completion of the services hereunder, and the City shall have access to such records in the event any
audit is required. In the event of dissolution of Contractor's business, custody of the books and
01007.000116M93.5 -10-
records may be given to City, and access shall be provided by Contractor's successor in interest.
Notwithstanding the above, the Contractor shall fully cooperate with the City in providing access to
the books and records if a public records request is made and disclosure is required by law including
but not limited to the California Public Records Act.
6.2 Reports.
Contractor shall periodically prepare and submit to the Contract Officer such reports
concerning the performance of the services required by this Agreement as the Contract Officer shall
require. Contractor hereby acknowledges that the City is greatly concerned about the cost of work
and services to be performed pursuant to this Agreement. For this reason, Contractor agrees that if
Contractor becomes aware of any facts, circumstances, techniques, or events that may or will
materially increase or decrease the cost of the work or services contemplated herein or, if Contractor
is providing design services, the cost of the project being designed, Contractor shall promptly notify
the Contract Officer of said fact, circumstance, technique or event and the estimated increased or
decreased cost related thereto and, if Contractor is providing design services, the estimated increased
or decreased cost estimate for the project being designed.
6.3 Ownership of Documents.
All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes,
computer files, reports, records, documents and other materials (the "documents and materials")
prepared by Contractor, its employees, subcontractors and agents in the performance of this
Agreement shall be the property of City and shall be delivered to City upon request of the Contract
Officer or upon the termination of this Agreement, and Contractor shall have no claim for further
employment or additional compensation as a result of the exercise by City of its full rights of
ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or
assignment of such completed documents for other projects and/or use of uncompleted documents
without specific written authorization by the Contractor will be at the City's sole risk and without
liability to Contractor, and Contractor's guarantee and warranties shall not extend to such use, reuse
or assignment. Contractor may retain copies of such documents for its own use. Contractor shall
have the right to use the concepts embodied therein. All subcontractors shall provide for assignment
to City of any documents or materials prepared by them, and in the event Contractor fails to secure
such assignment, Contractor shall indemnify City for all damages resulting therefrom. Moreover,
Contractor with respect to any documents and materials that may qualify as "works made for hire" as
defined in 17 U.S.C. § 101, such documents and materials are hereby deemed `works made for hire"
for the City.
6.4 Confidentiality and Release of Information.
(a) All information gained or work product produced by Contractor in
performance of this Agreement shall be considered confidential, unless such information is in the
public domain or already known to Contractor. Contractor shall not release or disclose any such
information or work product to persons or entities other than City without prior written authorization
from the Contract Officer.
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(b) Contractor, its officers, employees, agents or subcontractors, shall not, without
prior written authorization from the Contract Officer or unless requested by the City Attorney,
voluntarily provide documents, declarations, letters of support, testimony at depositions, response to
interrogatories or other information concerning the work performed under this Agreement. Response
to a subpoena or court order shall not be considered "voluntary" provided Contractor gives City
notice of such court order or subpoena.
(c) If Contractor, or any officer, employee, agent or subcontractor of Contractor,
provides any information or work product in violation of this Agreement, then City shall have the
right to reimbursement and indemnity from Contractor for any damages, costs and fees, including
attorney's fees, caused by or incurred as a result of Contractor's conduct.
(d) Contractor shall promptly notify City should Contractor, its officers,
employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of
deposition, request for documents, interrogatories, request for admissions or other discovery request,
court order or subpoena from any party regarding this Agreement and the work performed there
under. City retains the right, but has no obligation, to represent Contractor or be present at any
deposition, hearing or similar proceeding. Contractor agrees to cooperate fully with City and to
provide City with the opportunity to review any response to discovery requests provided by
Contractor. However, this right to review any such response does not imply or mean the right by
City to control, direct, or rewrite said response.
ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION
7.1 California Law.
This Agreement shall be interpreted, construed and governed both as to validity and to
performance of the parties in accordance with the laws of the State of California. Legal actions
concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be
instituted in the Superior Court of the County of Los Angeles, State of California, or any other
appropriate court in such county, and Contractor covenants and agrees to submit to the personal
jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District
Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles,
State of California.
7.2 Disputes, Default.
In the event that Contractor is in default under the terms of this Agreement, the Cityshall not
have any obligation or duty to continue compensating Contractor for any work performed after the
date of default. Instead, the City may give notice to Contractor of the default and the reasons for the
default. The notice shall include the timeframe in which Contractor may cure the default. This
timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if
circumstances warrant. During the period of time that Contractor is in default, the City shall hold all
invoices and shall, when the default is cured, proceed with payment on the invoices. In the
alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices
during the period of default. If Contractor does not cure the default, the City may take necessary
steps to terminate this Agreement under this Article. Any failure on the part of the City to give notice
01007.0001/6M935 -12-
of the Contractor's default shall not be deemed to result in a waiver of the City's legal rights or any
rights arising out of any provision of this Agreement.
7.3 Retention of Funds.
Contractor hereby authorizes City to deduct from any amount payable to Contractor (whether
or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute
hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages
suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of
Contractor's acts or omissions in performing or failing to perform Contractor's obligation under this
Agreement. In the event that any claim is made by a third party, the amount or validity of which is
disputed by Contractor, or any indebtedness shall exist which shall appear to be the basis for a claim
of lien, City may withhold from any payment due, without liability for interest because of such
withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to
deduct or to withhold shall not, however, affect the obligations of the Contractor to insure,
indemnify, and protect City as elsewhere provided herein.
7.4 Waiver.
Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement
shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any
breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a
waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by
City of any work or services by Contractor shall not constitute a waiver of any of the provisions of
this Agreement. No delay or omission in the exercise of any right or remedy by a non -defaulting
party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by
either party of any default must be in writing and shall not be a waiver of any other default
concerning the same or any other provision of this Agreement.
7.5 Rights and Remedies are Cumulative.
Except with respect to rights and remedies expressly declared to be exclusive in this
Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of
one or more of such rights or remedies shall not preclude the exercise by it, at the same or different
times, of any other rights or remedies for the same default or any other default by the other party.
7.5 Legal Action.
In addition to any other rights or remedies, either party may take legal action, in law or in
equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific
performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other
remedy consistent with the purposes of this Agreement. Notwithstanding any contrary provision
herein, Contractor shall file a statutory claim pursuant to Government Code Sections 905 et. seq. and
910 et. seq., in order to pursue a legal action under this Agreement.
01007.00011609493.5 .13-
7.7 Termination Prior to Expiration of Term.
This Section shall govern any termination of this Contract except as specifically provided in
the following Section for termination for cause. The City reserves the right to terminate this Contract
at any time, with or without cause, upon thirty (30) days' written notice to Contractor, except that
where termination is due to the fault of the Contractor, the period of notice may be such shorter time
as may be determined by the Contract Officer. In addition, the Contractor reserves the right to
terminate this Contract at any time, with or without cause, upon sixty (60) days' written notice to
City, except that where termination is due to the fault of the City, the period of notice may be such
shorter time as the Contractor may determine. Upon receipt of any notice of termination, Contractor
shall immediately cease all services hereunder except such as may be specifically approved by the
Contract Officer. Except where the Contractor has initiated termination, the Contractor shall be
entitled to compensation for all services rendered prior to the effective date of the notice of
termination and for any services authorized by the Contract Officer thereafter in accordance with the
Schedule of Compensation or such as may be approved by the Contract Officer, except as provided
in Section 7.3. In the event the Contractor has initiated termination, the Contractor shall be entitled
to compensation only for the reasonable value of the work product actually produced hereunder. In
the event of termination without cause pursuant to this Section, the terminating party need not
provide the non -terminating party with the opportunity to cure pursuant to Section 7.2.
7.8 Termination for Default of Contractor.
If termination is due to the failure of the Contractor to fulfill its obligations under this
Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and
prosecute the same to completion by contract or otherwise, and the Contractor shall be liable to the
extent that the total cost for completion of the services required hereunder exceeds the compensation
herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and
City may withhold any payments to the Contractor for the purpose of set-off or partial payment of
the amounts owed the City as previously stated.
7.9 Attorneys' Fees.
If either party to this Agreement is required to initiate or defend or made a party to any action
or proceeding in any way connected with this Agreement, the prevailing party in such action or
proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be
entitled to reasonable attorney's fees. Attorney's fees shall include attorney's fees on any appeal, and
in addition a party entitled to attorney's fees shall be entitled to all other reasonable costs for
investigating such action, taking depositions and discovery and all other necessary costs the court
allows which are incurred in such litigation. All such fees shall be deemed to have accrued on
commencement of such action and shall be enforceable whether or not such action is prosecuted to
judgment.
ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION
8.1 Non -liability of City Officers and Employees.
No officer or employee of the City shall be personally liable to the Contractor, or any
successor in interest, in the event of any default or breach by the City or for any amount which may
01007.00011609493.5 -14-
become due to the Contractor or to its successor, or for breach of any obligation of the terms of this
Agreement.
8.2 Conflict of Interest.
Contractor covenants that neither it, nor any officer or principal of its firm, has or shall
acquire any interest, directly or indirectly, which would conflict in any manner with the interests of
City or which would in any way hinder Contractor's performance of services under this Agreement.
Contractor further covenants that in the performance of this Agreement, no person having any such
interest shall be employed by it as an officer, employee, agent or subcontractor without the express
written consent of the Contract Officer. Contractor agrees to at all times avoid conflicts of interest or
the appearance of any conflicts of interest with the interests of City in the performance of this
Agreement.
No officer or employee of the City shall have any financial interest, direct or indirect, in this
Agreement nor shall any such officer or employee participate in any decision relating to the
Agreement which affects her/his financial interest or the financial interest of any corporation,
partnership or association in which (s)he is, directly or indirectly, interested, in violation of any State
statute or regulation. The Contractor warrants that it has not paid or given and will not pay or give
any third party any money or other consideration for obtaining this Agreement.
8.3 Covenant Against Discrimination.
Contractor covenants that, by and for itself, its heirs, executors, assigns, and all persons
claiming under or through them, that there shall be no discrimination against or segregation of, any
person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation,
marital status, rational origin, ancestry or other protected class in the performance of this
Agreement. Contractor shall take affirmative action to insure that applicants are employed and that
employees are treated during employment without regard to their race, color, creed, religion, sex,
gender, sexual orientation, marital status, national origin, ancestry or other protected class.
8.4 Unauthorized Aliens.
Contractor hereby promises and agrees to comply with all of the provisions of the Federal
Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection
therewith, shall not employ unauthorized aliens as defined therein. Should Contractor so employ
such unauthorized aliens for the performance of work and/or services covered by this Agreement,
and should any liability or sanctions be imposed against City for such use of unauthorized aliens,
Contractor hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions
imposed, together with any and all costs, including attorneys' fees, incurred by City.
ARTICLE 9. NUSCELLANEOUS PROVISIONS
9.1 Notices.
Any notice, demand, request, document, consent, approval, or communication either party
desires or is required to give to the other party or any other person shall be in writing and either
served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and
01007.00011609493.5 -15-
to the attention of the Contract Officer (with her/his name and City title), City of Carson, 701 East
Carson, Carson, California 90745 and in the case of the Contractor, to the person(s) at the address
designated on the execution page of this Agreement. Either party may change its address by
notifying the other party of the change of address in writing. Notice shall be deemed communicated
at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as
provided in this Section.
9.2 Interpretation.
The terms of this Agreement shall be construed in accordance with the meaning of the
language used and shall not be construed for or against either party by reason of the authorship of
this Agreement or any other rule of construction which might otherwise apply.
9.3 Counterparts.
This Agreement may be executed in counterparts, each of which shall be deemed to be an
original, and such counterparts shall constitute one and the same instrument.
9.4 Integration; Amendment.
This Agreement including the attachments hereto is the entire, complete and exclusive
expression of the understanding of the parties. It is understood that there are no oral agreements
between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any
and all previous negotiations, arrangements, agreements and understandings, if any, between the
parties, and none shall be used to interpret this Agreement. No amendment to or modification of this
Agreement shall be valid unless made in writing and approved by the Contractor and by the City
Council. The parties agree that this requirement for written modifications cannot be waived and that
any attempted waiver shall be void.
9.5 Severability.
In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections
contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree
of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the
remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby
declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless
the invalid provision is so material that its invalidity deprives either party of the basic benefit of their
bargain or renders this Agreement meaningless.
9.6 Warranty & Representation of Non -Collusion.
No official, officer, or employee of City has any financial interest, direct or indirect, in this
Agreement, nor shall any official, officer, or employee of City participate in any decision relating to
this Agreement which may affect his/her financial interest or the financial interest of any
corporation, partnership, or association in which (s)he is directly or indirectly interested, or in
violation of any corporation, partnership, or association in which (s)he is directly or indirectly
interested, or in violation of any State or municipal statute or regulation. The determination of
"financial interest" shall be consistent with State law and shall not include interests found to be
41007.00411649493.5 -16-
"remote" or "non -interests" pursuant to Government Code Sections 1091 or 1091.5. Contractor
warrants and represents that it has not paid or given, and will not pay or give, to any third party
including, but not limited to, any City official, officer, or employee, any money, consideration, or
other thing of value as a result or consequence of obtaining or being awarded any agreement.
Contractor further warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or
other conduct or collusion that would result in the payment of any money, consideration, or other
thing of value to any third party including, but not limited to, any City official, officer, or employee,
as a result of consequence of obtaining or being awarded any agreement. Contractor is aware of and
understands that any such act(s), omission(s) or other conduct resulting in such payment of money,
consideration, or other thing of value will render this Agreement void and of no force or effect.
Contractor's Authorized Initials
��6
9.7 Corporate Authority.
The persons executing this Agreement on behalf of the parties hereto warrant that (i) such
party is duly organized and existing, (ii) they are duly authorized to execute and deliver this
Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally
bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate
any provision of any other Agreement to which said party is bound. This Agreement shall be binding
upon the heirs, executors, administrators, successors and assigns of the parties.
[SIGNATURES ON FOLLOWING PAGE]
01007.00011609493.5 -17-
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and
year first -above written.
ATTEST:
4 cNRSON c
U
n.
UNi,rM��
L. Gause, City Clerk
APPROVED AS TO FORM:
ALESHIRE & WYNDER, LLP
�x
F6f=Sunny K. Soltani, City Attorne
[MES] ge-ic-*-;� 9.13—S+ co y
CITY:
CONTRACTOR:
AMERICAN TRANSPORTATION
SYSTEMS, a California corporation
By:�, _,_,
Name: Daniel Wilson
Title: Chief Executi fficer
By:
Name: Ryan Burch
Title: Chief Financial Officer
Address: 3133 E. South St.
Long Beach, CA 90805
Two corporate officer signatures required when Contractor is a corporation, with one signature required from
each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any
Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONTRACTOR'S SIGNATURES
SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY
BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR
REGULATIONS APPLICABLE TO CONTRACTOR'S BUSINESS ENTITY.
01007.0001!609493.5 _18-
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed
the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
STATE OF
COUNTY OF LOS ANGELES
OnttM-Mb(F '1& 2019 before me, 5'S'�g�`W , personally appeared R�� , proved to me on the
basis of satisfactory evidence to be the person(4) whose names(gk!!'Jamsubscribed to the within instrument and
acknowledged to me that h&sletlaay executed the same in a authorized capacity(j4, and that by hi r
signatureA on the instrument the persoW, or the entity upon behalf of which the person(s) acted, a ecuted the
instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true
and correct.
S. S DELGADILLO
WITNESS my hand and official seal. WxyPubf'c-CaTifomia
[ (Ih los Aroes County
Signature: �' a' �` Commissw02224720
_—_ My Comm Expires Dec 9 2021
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER
❑ INDIVIDUAL
❑ CORPORATE OFFICER
01007.0001/609493-5
DESCRIPTION OF ATTACHED DOCUMENT
TITLE OR TYPE OF DOCUMENT
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NUMBER OF PAGES
14 Ut iq
DATE OF DOCUMENT
IGNER(S) OTHER THAN NAMED ABOVE
TITLE(S)
❑
PARTNER(S) ❑ LIMITED
❑ GENERAL
❑
ATTORNEY-IN-FACT
❑
TRUSTEE(S)
❑
GUARDIAN/CONSERVATOR
❑
OTHER
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
01007.0001/609493-5
DESCRIPTION OF ATTACHED DOCUMENT
TITLE OR TYPE OF DOCUMENT
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NUMBER OF PAGES
14 Ut iq
DATE OF DOCUMENT
IGNER(S) OTHER THAN NAMED ABOVE
CALIFORNIA ACKNOWLEDGMENT
CIVIL CODE § 1189
A notary public or other officer completing this certificate verifies only the identity of the individual who
signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of
that document.
State of California
County of L d s A n o, �P—Le s )
On D Q c e m b e, - 11k,. , 20 tot before me, L. E. Casey, Notary Public, personally
appeared
a ' l U0 \ 5 Ori _.
who proved to me on the basis of satisfactory evidence to be the person whose name is
subscribed to the within instrument and acknowledged to me that he executed the same in his
authorized capacity, and that by his signature on the instrument the person, or the entity upon
behalf of which the person acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Description of Document
Signature _ �- A
Title: �,r,—a-- ,. —
.•__°� Lf CASEY
Notary Public -California
�� -'•: - Eos Angeles County
Commissinn>:229H127
(Seal} My Comm. Expires Jul 21. 2023
Containing Z— Pages 1 Sides and Dated: D� .+� c,4- 1-1 t -k . 20tct
Bellflower Mobile Notary
EXHIBIT "A"
SCOPE OF SERVICES
I. Contractor will perform the following Services on an on-call basis:
Recreational charter bus services for the City's various programs on an as -needed basis.
Contractor shall provide all personnel, materials, and resources necessary to perform the
Services further described herein.
City's various programs include, but not limited to, summer day camp, summer enrichment,
early childhood education, stroke center, senior club, and miscellaneous public excursions
and internal City trips.
H. Contractor must perform all on-call Services in compliance with the following
requirements:
A. Each task shall be indicated by a written request produced by the Contract Officer
with a description of the work to be performed (further outlined in Section V of this
Exhibit "A"), and the time desired for completion (the "Trip Request"). All tasks
shall be carried out in conformity with all provisions of this Agreement.
B. Contractor must prepare a written description of the requested tasks including all
components and subtasks; the costs to perform the task ("Task Budget"), using the
itemized fees in Exhibit C-1, Billing Rates, whenever a requested task is provided for
in Exhibit C-1; explain how the cost was determined; and, a schedule for completion
of the task ("Task Completion Date"); which shall all collectively be referred to as
the "Task Proposal".
C. Contract Officer shall in writing approve, modify or reject the Task Proposal, and
may issue a Notice to Proceed.
D. The task shall be performed at a cost not to exceed the Task Budget.
E. Contractor shall complete the task and deliver all deliverables, if any, to Contract
Officer by the Task Completion Date.
M. Buses provided by the Contractor shall:
A. Be thoroughly clean, free of trash and debris inside and outside, and safe to the
highest industry standards.
B. Undergo regular preventative maintenance every forty-five (45) days, as set forth in
California Vehicle Code Section 34505, as well as pre -trip inspections prior to each
trip. Contractor shall maintain records of all such inspections.
C. Have at all times of operation, and available for inspection at any time by City
staff:
01007.0(1011609493.5 A-1
1. Valid bus registration.
2. Proof of insurance showing coverage as detailed in Article 5, "Insurance and
Indemnification" of this Agreement.
D. Be equipped with appropriate two-way communication device that is regularly
maintained and fully functioning for adequate dispatch and radio monitoring in order
to enable effective driver/vehicle assignments and prompt responses to driver and/or
vehicle problems, as required by California Vehicle Code Section 24018.
IV. Drivers provided by the Contractor:
A. Shall be the Contractor's own employees.
B. Shall be industry qualified, reliable, licensed, certified, knowledgeable, and
experienced bus drivers.
C. Shall be familiar with the route to outbound destinations, or have access to a Global
Positioning System (GPS).
D. Shall be in compliance with all required licensing and certification, per Federal, State
and local law. Driver credentials shall include, but are not limited to, the following:
1. Valid California Commercial Class B Driver's License;
2. Valid California Verification of Transit Training (VTT) Certificate and/or
Student Pupil Activity Bus (SPAB) certificate;
3. First Aid & CPR/AED Certified; and
4. Medical Card certifying the health of the bus driver to conduct all applicable
duties and tasks of a bus driver.
E. Shall possess the above described credentials at all times while performing Services
under this Agreement. Such credentials shall be available for inspection by City staff
at anytime.
F. Shall wear an official Contractor -approved uniform with the Contractor's name
clearly printed/embroidered on his/her clothing.
G. Shall be subject to immediate removal and replacement upon the Contract Officer's
written request, for any of the following reasons:
1. Committing unsafe or inappropriate acts while providing service;
2. Revocation, suspension, or non -renewal of a valid California driver license or
any of the credentials described above; or
01007.00011609493.5 A-2
3. Unacceptable customer service as reported by customers, other drivers, or
directly observed by City staff or agents thereof.
V. Trip Requests
A. Trip Requests are the Contract Officer's written requests for Contractor's services.
Contractor shall strictly comply with Trip Requests, which will include the
following:
1. Date of the trip ("Trip Date");
2. Pick-up times;
3. Estimated drop-off times;
4. Trip Supervisor (as defined below);
5. Locations of pick-ups and drop-offs;
6. Total number of hours the bus will be utilized;
7. The estimated number of passengers; and
8. Estimated cost of service, based on the rates stated in Exhibit "C-1."
B. The bus driver shall adhere as closely as possible to the scheduled times at outbound
starting locations. Contractor is not responsible for any passengers who have not
boarded the vehicle at the time of departure.
C. Unless agreed upon in advance and in writing (noted on the Trip Request), the bus
driver shall not conduct unrelated trips (trips not covered by the Trip Request) during
the time between the designated pick-up and drop-off time on the Trip Request.
D. Trip Requests shall indicate one of the following two (2) Route Options:
1. Route Option 1 (A 4 B 4 A): Bus departs from the designated start location,
remains at the destination with the passengers, and returns to the designated
start location.
2. Route Option 2 ( A H B): Bus and Driver will operate a continuous loop
from the initial pick-up location to the destination and back to the pick-up
location for a period of time specified.
E. The Contract Officer and/or designated staff shall submit Trip Requests to the
Contractor at least two (2) weeks prior to the Trip Date indicated on the Trip
Request. Within one (1) week prior to the Trip Date, the Contractor shall respond
with a written Trip Acceptance, or with written confirmation that the Contractor
cannot fulfill the Trip Request. Trip Acceptance shall include:
01007.000116M93S A-3
1. Confirmation of the estimated cost stated in the Trip Request, or a detailed
explanation for any increase in the trip cost;
2. The name and contact information of the driver who will perform the services
(If this information is unavailable, then Contractor shall provide this
information at least one (1) business day prior to the Trip Date); and
3. Any special instructions or notes regarding the Trip;
The above-mentioned items shall be included within the Task Proposal pursuant to
Section 11, subsection B of this Exhibit "A."
F. Contractor shall maintain a record of all trip sheets, pre -trip inspection reports, and
bus driver records/licenses/certificates for a minimum of three years from the date
requested, to enable the Contract Officer to evaluate the performance of such
Services.
VI. Cancellations
The City may charge the Contractor the sum of Two Hundred Fifty Dollars ($250.00) as a
cancellation charge per bus reserved if Contractor cancels a trip and does not give notice to
the City's Contract Officer at least one (1) week in advance of the scheduled date of
departure. On multi -day trips, cancellation charges shall be a one-time charge of Four
Hundred Dollars ($400.00) per bus reserved, regardless of the amount of days per each
multi -day trip. Such charges are without limitation of City's remedies pursuant to Article 7
of this Agreement, including for default relating to unauthorized cancellation(s) resulting in
failure to perform services as required pursuant to this Agreement.
VII. Bus Driver Responsibilities
A. The City shall provide a dedicated City staff member to each bus (the "Trip
Supervisor"). The Trip Supervisor and the bus driver must work in unison on any
bus trip. However, when a safety or driving -related issue is concerned, the bus driver
has the final authority and ultimate responsibility.
B. The driver will arrive at the pickup a minimum of ten (10) minutes prior to the
scheduled departure time for the loading of equipment (unless otherwise instructed
by the City's Transportation division). Pickup and discharge of trip participants shall
be made at designated points only.
C. The City may charge a fee of Fifty Dollars ($50) for any delay of up to fifteen
minutes, One Hundred Dollars ($100) for any delay of 15-30 minutes, One
Hundred Fifty Dollars ($150) for any delay of 30.45 minutes, and Two Hundred
Dollars ($200) for any delays over 45 minutes. These charges shall be assessed
per bus.
01007.000116M93-5 A4
D. Upon arrival at the trip destination, the driver shall keep the Trip Supervisor
informed as to the location of the bus and shall remain within a reasonable
distance/area of the bus.
E. A bus shall not be put into motion until all passengers are seated. All passengers
must remain seated while the bus is in motion. Only the Trip Supervisor may stand or
walk while the bus is in motion to supervise students and/or take attendance.
VIII. Additional Provisions
A. In the event of a vehicle breakdown, Contractor shall provide a substantially similar
replacement vehicle. Time spent on obtaining a replacement vehicle shall not be
billed to the City as time spent performing services pursuant to Exhibit C-1 below. If
the Contractor does not send a replacement vehicle, the Contractor shall not charge
the City for time spent or services provided by the vehicle that broke down.
IX. In addition to the requirements of Section 6.2, during performance of the Services,
Contractor will keep the City updated of the status of performance by delivering the
following status reports:
A. Accurate and updated bus inventory list;
B. Accurate and updated policies regarding background checks on bus drivers; and
C. Accurate and updated policies regarding handling of bus breakdowns, accidents,
or emergencies.
X. As part of the Services, Contractor will prepare and deliver the following tangible work
products to the City:
A. A current organizational chart showing the unit(s) or division(s) responsible for the
services relative to the Contractor's structure, including the names and contact
information of key management and staff.
B. A follow-up response and resolution to the Contract Officer and designated staff for
any complaints, concerns, or suggestions addressed by any participant and/or City
staff regarding a trip within a 24 hour period from the time of the notice.
XI. All work product is subject to review and acceptance by the City, and must be revised
by the Contractor without additional charge to the City until found satisfactory and
accepted by City.
XII. Contractor will utilize the following personnel to accomplish the Services:
A. Jeny Donaldson, Sales Director
B. Belinda Borja, Operations Manager
01007.00011609443.5 A-5
C. Contractor's staff, including but not limited to qualified bus drivers.
01007.0001/609493.5 -6
*-4 oa 1;
SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
I. Section 1.4, "Licenses, Permits, Fees and Assessments," is hereby amended to read as
follows (new text is identified in bold italics):
"Contractor shall obtain at its sole cost and expense such licenses, permits, and
approvals as may be required by law for the performance of the services required by
the Agreement, including but not limited to all licenses, permits, and approvals
required for drivers. Contractor shall have the sole obligation to pay for any fees,
assessments and taxes, plus applicable penalties and interest, which may be imposed
by law and arise from or are necessary for the Contractor's performance of the
services required by this Agreement, and shall indemnify, defend and hold harmless
City, its officers, employees or agents of City, against any such fees, assessments,
taxes, penalties or interest levied, assessed or imposed against City hereunder."
H. Section 3.4, "Term," is hereby amended to read as follows (new text is identified in bold
italics, deleted text in stFike Offeugh):
"Unless earlier terminated in accordance with Article 7 of this Agreement, this
Agreement shall continue in full force and effect until completion of the services but
not exceeding eine -(1) three (3) years and sir (6) months from the effective date
hereof, except as otherwise provided in the Schedule of Performance (Exhibit "D").
City, in its sole discretion, and subject to a duly approved and executed Agreement
amendment between the Parties, may extend the Term for two (2) additional one-
year terms, with the first extension period commencing on July 1, 2023 and
expiring on July 1, 2424, and the second extension period commencing on July 1,
2024 and ending on June 30, 2025."
III. Sections 5.1(a), "Insurance Coverages," is hereby amended to read as follows (new
text is identified in bold italics, deleted text in 9WEe thFeugh):
"(a) Commercial General Liability Insurance (Occurrence Form CG0001 or
e uivalent . A policy of comprehensive general liability insurance written on a per
occurrence basis for bodily injury, personal injury and property damage. The policy
of insurance shall be in an amount not less than $1 ,000,000. $5,000,000 per
occurrence or if a general aggregate limit is used, either the general aggregate limit
shall apply separately to this contract/location, or the general aggregate limit shall be
twice the occurrence limit."
IV. Sections 5.1(c), "Insurance Coverages," is hereby amended to read as follows (new text
is identified in bold italics, deleted text in she thFeugh):
0IOD7.WOI/6094935 B-1
"(c) Automotive Insurance (Form CA 0001 (Ed 11$7) including "any auto" and
endorsement CA 0025 or equivalent). A policy of comprehensive automobile
liability insurance written on a per occurrence for bodily injury and property damage
in an amount not less than $1,000,000 $5,000,000. Said policy shall include coverage
for owned, non -owned, leased, hired cars and any automobile."
01007,00011609493,5 142
EXHIBIT "C"
SCHEDULE OF COMPENSATION
I. Contractor shall establish a Task Budget for each Trip Request identifying the
subtasks, based on the time and rates of the personnel performing the subtasks, and
itemizing all materials and equipment utilized and the costs thereof. If payment is to be
made other than at completion of the services, then the phases of the performance and
percentage of payment due shall also be shown in the Task Proposal.
II. The City will compensate Contractor for the Services performed upon submission of a
valid invoice. Each invoice is to include;
A. Line items for all personnel describing the work performed, the number of hours
worked, and the hourly rate.
B. Line items for all materials and equipment properly charged to the Services.
C. Line items for all other approved reimbursable expenses claimed, with supporting
documentation.
D. Line items for all approved subcontractor labor, supplies, equipment, materials, and
travel properly charged to the Services.
III. The total compensation for the Services shall not exceed the Contract Sum as provided
in Section 2.1 of this Agreement.
IV. Contractor's billing rates for Services are attached as Exhibit C-1.
01007.0001/6044935 C-1
EXHIBIT "C-1"
BILLING RATES
I. The Contractor's billing rates shall be as follows, based on the following bus types:
A. School Bus ca aci of u to a maximum of 60 passengers)
Roundtrip - $99 per hour with five (5) hour minimum per trip.
2. Overnight (continuous use of bus up to and more than 10 hours) - $990 flat
rate per day.
B. Coach Bus (capacity of up to a maximum of 50 passengers)
Roundtrip - $129 per hour with five (5) hour minimum per trip.
2. Overnight (continuous use of bus up to and more than 10 hours) - $1,250 flat
rate per day.
C. Mini Bus (capacity of up to a maximum of 30 passengers)
1. Roundtrip - $99 per hour with five (5) hour minimum per trip.
2. Overnight (continuous use of bus up to and more than 10 hours) - $990 flat
rate per day.
II. The billing rates for Services are subject to the following conditions:
A. Contractor shall not charge the City for any time spent traveling from the bus
yard/storage area (or other prior location) to the pick-up location, nor the time spent
traveling from the drop-off location back to the bus yard/storage area (or other
subsequent location).
B. Billable hours commence at the designated start time of the trip request, and end at
the designated end time of the trip request.
C. Final prices may change only upon approval of the Contract Officer based on the
final number of buses and additional hours needed per trip.
D. Contractor shall not pay out-of-pocket expenses, including parking expenses, tolls,
and park entrance fees. Each scheduled trip will include a Trip Supervisor authorized
to pay such costs during the trip.
01007,00011609493,5 C-1-1
EXHIBIT "D"
SCHEDULE OF PERFORMANCE
I. The Contractor shall perform the Services on an on-call basis as set forth in Exhibit
"A".
II. Contractor shall deliver the following tangible work products to the City by the
following dates:
Within seven (7) days after the effective date, and prior to commencing transportation
services pursuant to this Agreement, Contractor shall provide the following to the City:
1. The Contractor's written policy for completing background checks on bus
drivers;
2. The Contractor's written policies and procedures for handling and responding
to any situation that can occur on a bus, especially emergencies, accidents,
and breakdowns. These policies and procedures must also be available for
inspection at any time by the City; and
3. A list of the Contractor's current inventory of buses available for service,
including details on each bus, such as respective seating capacity, amenities
(restrooms, DVD/TV monitor, Wi-Fi, AIC outlets, etc.), year, make, and
model. Contractor shall provide the City with updated inventory lists.
III. The Contract Officer may approve extensions for performance of the Services in
accordance with Section 3.2.
01007.0001/609493.5 D-1
ACORD® CERTIFICATE OF LIABILITY INSURANCE v�J ��
°"
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
1=2°`
1 111201201199
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURERIS), AUTHORIZED
REPRESENTATIVE OR PRODUCER. AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policy(les) must be endorsed. H SUBROGATION IS WAIVED, subject to
the terns and conditions of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights to the
certificate holder In lieu of such endorsement(s).
PRODUCER
Transportation Ins Brokers
CONTACT
mm:TIB
PH Letitia Thomas FA><
818.246-2800
425 W. Broadway
Vvc-1wa . - a 818-246.4690
Suite 300
S s� Ithomas@Nbinsurance.com
Glendale CA 91204-1269
INSURERM AFFORDING COVERAGE HAIC N
INSURER A. Penil6ylvania Manufacturers Association 12262
INSURED AMERTRA-W
INSURER a:
American Transportation Systems & American
Transportation Sightseeing
INSURER C.-
:3133
3133E South St.
INSURERD:
Long Beach CA 90805
INSURERS:
INSURER F
LLUVr-KAGCS Ut!KFIFIGATE NUMHFK' 1n7QK7R547 RFVicinaI 1j"Unco
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
ILTR TYPE OF INSURANCE SR1AODCSUBR - 213D WWI)POLICY NUMBER Afp"J l IPts11110D�YYEXO LIMITS
A
X COMMERCIAL GENERAL LIABILITY
Y
Y 3019011645343 110OR619
11!20!2020
EACHOCCURRENCE S5.OD0.000
CLAIMS -MADE t X OCCUR
PREMISES
RE SESfEa 0000mrKe $100,000
MED EXP (Any *no wun) 35,000
PERSONAL 6 ADV INJURY $5.000000
GENL AGGREGATE LIMIT APPLIES PERS
POLICY r PRO• ❑
JECT LOC
GENERAL AGGREGATE $5,000.000
-
PRODUCTS - COAIPIOP AGG 15.000.000
S
OTHER:
A
AUTOMOBILE
LIABILITY
Y
Y
1519011045343
111•!012619
w2012020
E: a SINGLE 1.1MIT 1-5
BODILY INJURY IPer person) S
ANY AUTO
I
ALL OWNEDSCHEDULED
AUTOS X AUTOS
BODILY INJURY IPar acadent) S
X
UT X NON -OWNED
HIREDAUTO5 AUTOS
PROPERTY DAMAGE S
Peramdenl
S
UMBRELLA LIAS
OCCUR
EACH OCCURRENCE S
EXCESS UAB
CLAIMS -MADE
_
AGGREGATE S
DED RETENTIONS
$
i
I
WORKERS COMPENSATION
PER OTH.
AND EMPLOYERS' LIABILITY Y 1 N
ANY PROPRIETOR/PARTNERIEXECUTNE
OFFICERIMEMBER EXCLUDED? N 1 A
STATUTE ER
E L EACH ACCIDENT S
E L DISEASE- EA EMPLOYE S
(Mandatory 1. NH)
dasrnLe aider
Uyyeeaa
s-P7i0N OF OPERATIONS below
E L DISEASE -POLICY I iM1T S
t
DESCRIPTION OF OPERATIONS 1 LOCATIONS 1 VEHICLES rACORD 101, Additional Remarks Sche&dv, may be atdiched H mon open Is ngWrad)
City of Carson, its elected and appointed officers, employees and agents are additional insureds. Waiver of subrogation is provided in favor of additional
insureds. General Liability and Auto Liability policies are primary and non-contributory
City of Carson
701 E Carson St
Carson CA 90745
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORQED REPRESENTATIVE
1988-2014 ACORD CORPORATION. All rights reserved.
ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD
POLICY NUMBER: 151901-10-45-34-3
COMMERCIAL AUTO
CA 20 48 10 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY,
DESIGNATED INSURED FOR
COVERED AUTOS LIABILITY COVERAGE
This endorsement modifies Insurance provided under the following.
AUTO DEALERS COVERAGE FORM
BUSINESS AUTO COVERAGE FORM
MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless
modified by this endorsement.
This endorsement Identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage
under the Who Is An Insured provision of the Coverage f=orm_ This endorsement does not alter coverage
provided in the Coverage Form.
This endorsement changes the policy effective on the Inception dale of the policy unless another date is indicated
below.
Named Insured:
Endorsement Eflecfm Date:
SCHEDULE
Narne Of Person(s) Or Organizatk n(s):
CITY OF CARSON, ITS ELECTED AND APPOINTED OFFICERS, EMPLOYEES AND
AGENTS
CITY OF CARSON
701 E CARSON ST
CARSON CA 90745
POLICY IS PRIMARY AND NON—CONTRIBUTORY
L Information required to complete this Schedule, if not shown above, will be shown in the Declarations I
Each person or organization shown in the Schedule is
an "Insured" for Covered Autos Liability Coverage, but
only to the extent that person or organization qualifies
as an 'Insured" under the Who Is An Insured
provision contained In Paragraph A.1. of Section II —
Covered Autos Liability Coverage In the Business
Auto and Motor Carrier Coverage Forms and
Paragraph D.2. of Section I — Covered Autos
Coverages of the Auto Dealers Coverage Form.
CA 20 48 10 13 ® Insurance Services Office, Inc., 2011 Page 1 of 1
wSsED coag
POLICYNUMBER: 151901-10 45-34--1 COMMERCIAL. AUTO
CA 04 44 10 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
WAIVER OF TRANSFER OF RIGHTS OF RECOVERY
AGAINST OTHERS TO US (WAIVER OF SUBROGATION)
This endorsement modifies insurance provided under the fallowing:
AUTO DEALERS COVERAGE FORM
BUSINESS AUTO COVERAGE FORM
MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless
modified by the endorsement.
This endorsement changes the policy effective on the inception date of the policy unless another date is indicated
below.
Named Insured: American Transportation Systems
Endorsement Effecdwe Date: 1112012019
SCHEDULE
Names) Of Person(s) Or Organization(s):
CITY OF CARSON, ITS ELECTED AND APPOINTED OFFICERS, EMPLOYEES
AND AGENTS
CITY 0? CARSON
701 E CARSON ST
CARSON CA 90745 POLICY IS PRIMARY AND NON-CONTRIBUTORY
0
The Transfer Of Fights Of Recovery Against Others
To Us condition does not apply to the person(s) or
organization(s) shown in the Schedule, but only to
the extent that subrogation is waived prior to the
"accident' or the 'loss" under a contract with that
person or organization.
CA 04 44 10 13 ® Insurance Services Office, Inc., 2011 Page 1 of 1
wsmal wpf
POLICY NUMBER: 301901-1045-3 4-3
COMMERCIAL GENERAL LIABILITY
CO 20 10 04 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED - OWNERS, LESSEES OR
CONTRACTORS -SCHEDULED PERSON OR
ORGANIZATION
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL_ LIABILITY COVERAGE PART
SCHEDULE
Name Of Additlonal Insured Person(s)
Or O iza s
Locations Of Covered Operations
CITY OF CARSON, ITS ELECTED
ONLY AS RESPECTS TO THE
AND APPOINTED OFFICERS,
OPERATIONS OF THE NAMED
EMPLOYEES AND AGENTS CITY OF
INSURED.
CARSON 701 E CARSON ST
CARSON CA 90745 POLICY IS
PRIMARY AND NON—CONTRIBUTORY
Information required to complete this Schedule if not shown above will be shown in the Declarations.
A. Sectctian II — Who Is An Insured is amended to
Include as an additional insured the person(s) or
organization(s) shown In the Schedule, but only
with respect to liability for "bodily injury', "property
damage" or 'personal and advertising injury"
caused, In whole or in part, by:
1. Your acts or omissions; or
2 The acts or omissions of those acting on your
behalf.
in the performance of your ongoing operations for
the additional insured(s) at the location(s)
designated above.
However:
1. The insurance afforded to such additional
insured only applies to the extent permitted by
law; and
2 If coverage provfded to the additional insured
is required by a contract or agreement, the
insurance afforded to such additional insured
will not be broader than that which you are
required by the contract or agreement to
provide for such additional insured,
CG 2010 0413
B. With respect to the insurance afforded to these
additional insureds, the following additional
exclusions apply:
This Insurance does not apply to "bodily injury" or
'property damage" occurring after:
1. All work, including materials, parts or
equipment furnished In connection with such
work, on the project (other than service,
maintenance or repairs) to be performed by or
on behalf of the additional insured(s) at Die
location of the covered operations has been
completed; or
2 That portion of "your work" out of which the
Injury or damage arises has been put to its
Intended use by any person or organization
other than another contractor or subcontractor
engaged in performing operations for a
principal as a part of the same project.
C Insurance Services Office, Inc., 2012
rsmfn capr
Page 1 of 2
C. With respect to the insurance afforded to these
additional insureds, the following is added to
Section III — Lirrdts Of Insurance:
If coverage provided to the additional insured Is
required by a contract or agreement, the most we
will pay on behalf of the additional insured Is the
amount of Insurance:
1. Required by the contract or agreement; or
2. Available under the applicable Units of
Insurance shown in the Declarations;
whichever is less.
This endorsement shall not increase the
applicable Limits of Insurance shown in the
Declarations.
Page 2 of 2 ® Insurance Services Office, Inc. 2412 CG 2410 pq 13
KIsMEV Corr
POLICY NUMBER: 301901-10-45-34-3 COMMERCIAL GENERAL LIABILITY
CG 24 04 05 09
WAIVER OF TRANSFER OF RIGHTS OF RECOVERY
AGAINST OTHERS TO US
This endorsement modifies insurance provided under the following.-
COMMERCIAL
ollowing;
COMMERCIAL GENERAL LIABILITY COVERAGE PART
PRODUCTSICOMPLETED OPERATIONS LIABILITY COVERAGE PART
SCHEDULE
Name Of Person Or Organizaton:
CITY OF CARSON, ITS ELECTED AND APPOINTED OFFICERS, EMPLOYEES AND
AGENTS
CITY OF CARSON
701 E CARSON ST
CARSON CA 90745
jPOLICY IS PRIMARY AND NON—CONTRIBUTORY
The following is added to Paragraph l3. Transfer Of
Rights Of Recovery Against Others To Us of Section
W -- Candhions:
We waive any right of recovery we may have against
the person or organization shown In the Schedule
above because of payments we make for injury or
damage arising out of your ongoing operations or
"your work" done under a contract with that person
or organization and included in the "products -
completed operations hazard". This waiver applies
only to the person or organization shown in the
Schedule above.
CG 24 04 05 09 0 Insurance Services Office, Inc., 2008 Page 1 of 1 D
ACC> or CERTIFICATE OF LIABILITY INSURANCEDATE{MMIDOIYYYY)
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
1012120'19
THIS CERTIFICATE IS ISSUED AS A NATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLD THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE 19LLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURERIS), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the Certificate holder Is an ADDITIONAL INSURED, the policylles) must have ADDITIONAL INSURED provislons or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on
this certificate does not confer rights to the certificate holder In lieu of such endorsement(s).
PRODUCER Venbrook Insurance Services CA Lic OD80832
16815 Von Karman Avenue
Suite 180
AMEE: Emllv Juno
PHONE 818 54$-B9OO FAX
1AIC. Rol. 818-598.8910
A 53, e u venbrook.com
Eia
Irvine, CA 92606
INSURE S AFFORDING COVERAGE MAIC f
www venbrook.com CA Lie No OD80832
INSURER A : Cypress Insurance Company 10855
INSURED
American Transportation Sightseeing
American Transportation Systems
INSURER B:
INSURER C:
INSURER D:
3133 E South St
Long Beach CA 90805
INSURER E:
INSURER 0;
��+■�ev��a�� r crc 1 H-II.M 1 c numocrt: 5lDlZU6U REVISION NUMBER:
I nrs Is IU CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
741 E. Carson Street
INSR '-- T - POLICY EFF POLN:YEiP
LTR TYPEOFWSURANCE l POLICYNUMBER Boman=
LIMITS .... -- -
' COMMERCIAL GENERAL LIABILITY
-
AUTHORI2EDRPJPRESENTATIVE �✓"
v
Eric Doll
EACH OCCURRENCE S_
OCCUR
IAGET8i1i 4TI 6
F ,CLAIMS -MADE
P.REMI5E! S
i
_MEDEXP(AnyonapwawL s
_
GEML AGGREGATE LIMIT APPLIES PER
PERSONAL 6 ADV INJURY S
I� PRO.
POLICY LOC
RENERAL AC REGATE i _
�
{ JECT
PRODUCTS - COMPILIP AGG 4'
OTHER
_
j
AUTOMOBILELIABRITY I
COMBIIUEDSI LE LIMIT S
a awdere8 _ _
ANY AUTO -
_
BODILY INJURY (Per parson)OWNES
SCHEDULED
AUTOS
.. AUTOS ONLY .AUTOS
BODILY INJURY Peracederd S
I 1
HSREO NON -OWNED
AUTOS ONLY r .. AUTOS ONLY
_ _
PROPERTY DAMAGE
-
S
UMBRELLA LIAR I OCCUR
f
EACH OCCURRENCE
EXCESS LIAR `�
I CLAIM$-4AADE
AGGREGATE 1-5
DED RETENTIONS
Ilj
A WORKERS COMPENSATION
AND EMPLOYERS'
� AMVVC032812 10!1!2419 10/1/2024PER
H-
✓ I TTATUTE
LIABILI Y YIN
ER _
ANYPROPRIETORIPARTNERtEXECUTtVE
OFUFICEWMEMBEREXCLUDED? El
NIA
E L EACH ACCIDENT " _ + $ 1,000,004
(Mandatmy In NH)
E L DISEASE_ EA EMPLOY S
. IOunder der SCRIPTIPTN]N OF OPERATION below
i _
�4QO.Q44 _
E L DISEASE- POLICY LIMIT . S 1,000,000
ll
1 I '
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES IACORD 101, Addida"I Remarks SchodWe, may be athchad N moa space Is required) -
City of Carson, its elected and appointed officers, employees, volunteers and agents are additional Insureds. Waiver of subrogation is provided in favor of
additional insureds. General Liability and Auto Liability policies are primary and non-contributory
Waiver or Subrogation form WCl}90410C (Ed. 01-10) applies when requtred by written contract.
CERTIFICATE HOLDER r`AML'CI I ATlnu
CI�y of Carson
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
AN: Grace Cruz
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
741 E. Carson Street
ACCORDANCE WITH THE POLICY PROVISIONS.
Carson CA 90745
AUTHORI2EDRPJPRESENTATIVE �✓"
v
Eric Doll
®1988-2015 ACORD CORPORATION. All rights reserved.
ACORD 25 (2016/031 The ACORD name and logo are registered marks of ACORD
51612080 117426 1 2019 WC I10�l Year Rersewali I Bally Jung 1 10(2/3019 3 21.14 PFI (MT) I Page 1 of 2
This certificate cancels and supersedes ALL previously issued Certificates.
WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY
WC990410C
(Ed. 01-19)
WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -CALIFORNIA
BLANKET BASIS
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce
our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you
perform work under a written contract that requires you to obtain this agreement from us.)
The additional premium for this endorsement shall be calculated by applying a factor of 2% to the total manual
premium, with a minimum initial charge of $350, then applying all other pricing factors for the policy to this calculated
charge to derive the final cost of this endorsement.
This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule.
Schedule
Blanket Waiver
PersonfOrganization Blanket Waiver — Any person or organization for whom the Named Insured has
agreed by written contract to furnish this waiver.
Job Description Waiver Premium (prior to adjustments)
All CA Operations
This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated.
(The Information below Is required only when this endorsement is Issued subsequent to preparation of the policy.)
Endorsement Effective:
Policy No AMVVC032812 Endorsement No.
Insured:American Transportatton Sightseeing
American Transporlation Systems
Insurance Company Cypress Insurance Company
WC990410C
(Ed. 01-19)
Premium $
Countersigned by
516120/0 111126 1 2019 WC (1011 rear Ranevall II Emily .Tung 1110 2/2019 2 21:14 PM rPOT) I page 2 at 2
This certificate cancels and supersedes Ii LL previously issued certificates.